Investor Relations

Board of Directors

Banrisul’s board of directors is a decision-making corporate body, responsible for establishing its general business policies, including its long-term strategy. The board is also responsible, among other attributions, for the supervision of performance of its executive officers. The decisions of its board of directors are made by majority of votes of the members at any meeting.

In accordance with Brazilian Corporation Law, the board of directors must consist of a minimum of three members, all shareholders of the Bank, although there is no minimum limit of shares each one must hold. In this sense, Banrisul’s bylaws establish a number of a minimum of five and a maximum of nine members. The members of the board are elected at general shareholders meetings for a term of two years, admitting reelection and may be dismissed at any time by Banrisul’s shareholders in general meeting.

Also according to the Bank’s bylaws, the following rules in electing the members of the board of directors must be complied: (i) holders of at least 15% of its common shares and holders of preferred shares totaling 10% or more of its total outstanding capital stock each have the right to separately elect one member of its board of directors; (ii) at least 20% of the members of its board of directors must be independent; and (iii) the controlling shareholder, the state of Rio Grande do Sul, has the power to appoint the chairman and vice-chairman of the board of directors from among the directors elected, but its chairman must be the Undersecretary of the State Treasury of Rio Grande do Sul.

In the case of substituting members, under the hypothesis of a vacancy in title, the board of directors will consult the state of Rio Grande do Sul and choose a substitute to fill the position until the next general shareholders’ meeting. The replacement elected by the vote of the minority shareholders will occur at the subsequent general shareholders’ meeting.

Pursuant to Brazilian Corporation Law, members of the board of directors are prohibited from voting in any meeting or from acting in any operation or business in which they have a conflict of interest with Banrisul.

Degree in Business Administration and Public Administration from Federal University of Rio Grande do Sul State (UFRGS) and degree in Legal and Social Sciences from PUCRS; Specialization in Economic Integration and International Fiscal Law (Technical University of Lisbon) and in Tax Law (UFRGS). Also, he held following positions: member of the Editorial Board of Taxation on Issues - Journal FESDT" magazine; Head of Tax Consulting (1995-1997) of the Regulatory Division and Tax Litigation (1997-1999) and the Division of Economic and Tax Studies (2000-2002), of the State Revenue of State of Rio Grande do Sul; Director of the State Revenue of State of Rio Grande do Sul (2003-2006); Judge of Administrative Court of Fiscal Resources of Rio Grande do Sul (TARF) (2007-2010); President of the Tax Law Foundation School - FESDT (2007-2009) and current Chairman of the Fiscal Council of FESDT; Chairman of the Public Union of the Servers of the Tax Administration of Rio State Grande do Sul State -SINDIFISCO-RS (2010-2013); Defender of the State Treasury-RS (July/13 - Dec/14); General Director of the Rio Grande do Sul Treasury Department (since Jan/15); Deputy State Finance Secretary of the State of Rio Grande do Sul (since Jan/15); and Chairman of the Board of Directors of PROCERGS (since Feb/15).

Mr. Gonzaga has been Banrisul’s CEO since April 2015. He is also president of Banrisul Cartões and member of Banrisul‘s Board of Directors, Rio Grande Seguros’ Board of Directors and Deliberative Council of Sebrae/RS. He is Vice-President of Rio Grande do Sul Banks Association. Former Asset Management Officer and Chief Financial Officer at Banrisul; and Director at the Company União de Seguros Gerais. In Banrisul since 1979, he was the head of the following departments: Real Estate, Risk Management, Finance, Commercial (Retail) and Organization and Methods; as well as Regional Superintendent. In charge of the Committees of Technology and Business, Funding and Resource Allocation and Economic Management, and member of the Commercial Credit Management and Corporate Risk Committees. With a degree in Economics, post-graduate degree in Business Administration and Finance, and specialized in Accounting, Banking Management and Marketing.

Degree in Accounting from the Universidade do Vale do Rio dos Sinos - Unisinos. He has held the positions of Management Secretary and Chief Cabinet of the city of São José dos Ausentes, from 1993 to 1996; Vice-president of COREDE Serra in 2001; President of the Association of Mayors of the Hortensies Region in 1998; Mayor of São José dos Ausentes in the periods of 1997 to 2000 and 2001 to 2004; Secretary of Finance of the city of Caxias do Sul, from 2005 to 2008; Secretary of Administration and Finance of the city of Caxias do Sul, from 2009 to 2012.

Degree in Electronic and Electrical Engineering by the Polytechnic School of the Catholic University of Rio de Janeiro, with a specialization in Telecommunications by the Centre National D’Études des Télécommunications - CNET de Paris, France and by the Center of Studies of Telecommunications at PUC-RJ. He has held various positions in the public and private sector, such as engineer at Embratel (1968-1974), technical director at the Telecommunication Company of Bahia (1974-1985), vice-chairman and technical director at the Telecommunication Company of São Paulo (1985-1987), chairman at Telemulti S/A (1987-1992), superintendent-director at Nife Brasil Electrics Systems (1992-1995), superintendent-director at Indelsul-Saft Equipments Electrics Limited (1992-1995), executive chairman at Nife Argentina (1992-1995), general-manager for the South America region at SAFT-Group Alsthom (1992-1995), chairman at Embratel (1995-2000), chairman at Embratel Participators S/A (1999-2002), member of the Board of Directors at Tupy S/A (1996 2002), member of the Board of Directors of Embratel Participações e Embratel S.A. (1995-2015), member of the Board of Directors of Banrisul (2009-...) and member of the Board of Directors of Teknos S.A. - Industria e Comercio (2016-...). Decorations: Commander of the Order of Merit Armed Forces and Knight of the Legion d‘Honneur (Republic of France).

Degree in Economics from the Federal University of Rio Grande do Sul - UFRGS, with post-degree in Information Technology at UFRGS, also held the following positions: Director General of the State Treasury Secretariat of Rio Grande do Sul, Technical Director of the Board of Financial Coordination of the State of Rio Grande do Sul; Director for Budget and Finance Office of the State of Rio Grande do Sul; Member of the Regional Economic Council of RS, member of the Board of Directors in Companhia Riograndense de Participações - PRC and in the Oversight Board of the Economics and Statistics Foundation - FEE; Fiscal Auditor of the Revenue state. He is currently a Board Member of the Caixa de Administração da Dívida Pública do RGS - Cadip, Board member of CIENTEC, Board member of the Empresa Gaúcha de Rodovias - EGR and in the Fiscal Council of the Special Protection and Foundation of Rio Grande do Sul. He is currently Technical Director of the Financial Coordination Board of the State of Rio Grande do Sul.

Degree in Economics from the Federal University of Rio Grande do Sul in 1981, has also held the following positions: Director advisor to the Formac Administradora, 1982 to 1983; An independent consultant in the financial economics area serving FININVEST CFI and Bozano Simonsen DTVM, 1983 to 1994; Analyst of the Department of Supervision of the Central Bank of Brazil (BACEN), 1994 to 1995; Supervisory Inspector in the Central Bank of Brazil, 1995 to 1998; Surveillance Supervisor in the Central Bank of Brazil, September/1998 to April/2009; Vice President of Finance of Grêmio Foot-Ball Porto Alegrense, 2009 to 2010; Banking Supervision Technical Manager for the Southern Region of Brazil in the Central Bank of Brazil, may/2009 to May/2013; Deputy Head of the Banking Supervision Department (SP), June/2013 to 2015.

Degree in Philosophy at the Universidade Federal do Rio Grande do Sul - UFRGS (1967), degree in Law at the Universidade Federal do Rio Grande do Sul - UFRGS (1968), Master in Departement de Philosophie - Université Paris XIII (Paris-Nord) (1974) and a PhD in Humanities from the Universidade de São Paulo (1985); Post Phd in the University of California Berkeley (2014). It is for the fourth time research fellow of CNPQ (2010 to 2013; formerly: aug/85 to jul/87, aug/88 to aug/90 and apr/92 to mar/94). He has held the positions of Director of Social and Urban Operations of BADESUL, from 1990 to 1991; Municipal Secretary of Raising and Resources of the city of Porto Alegre, from 1993 to 1994; Secretary of State for Planning and Coordination in the Government of Rio Grande do Sul State by two administrative periods (from 1995 to 1998 and 2003 to 2006). He is currently a professor in the Department of Philosophy of the Universidade de Caxias do Sul - UCS, is also a retired Professor of the Universidade Federal do Rio Grande do Sul, exercising the functions of Associate Professor at the same institution.

Degree in Medicine from the Federal University of Rio Grande do Sul - UFRGS (1980) and specialization in pediatrics at the Clinical Hospital of Porto Alegre, UFRGS (1982) has also held the following positions: Public Health Doctor, of the State Department of the Rio Grande do Sul Health (1981), began meeting in Sanitary Unit reaching State Health Secretary. He was coordinator of SUDS-RS Implementation in 1988, representative of the SES-RS in the Council State Health and Member of the National Implementation Committee of SICAPS (Computerized System Outpatient Control of Social Security in 1988). Pediatrician, in the Ministry of Social Security in 1982, where he held the National Secretary function of Health Care of the Ministry of Health. He was president of the executive committee responsible for developing the Information System for Medium and High Complexity of Procedure SUS (2001), member of the Advisory Board of the National Cancer Institute, National Coordinator of Pharmaceuticals at the Ministry of Health, Director of Ambulatory, Hospital and Emergency Monitoring of the Program Avança Brazil of the Ministry of Planning, Budget and Management, Work Group Coordinator for Development of Instrument and Methodology for re-registration of the SUS Hospital Network. From 1996 to 1999 he was Executive Coordinator of the Integration Program Education Service / PIES-MEC-MS. Lecturer at the University of Contestado, Concordia Campus Concordia, Santa Catarina, in the Postgraduate course of Health Service Management in the discipline of Health Policy and SUS. Since 2010 is Superintendent of the Cardiology Institute of the Federal District.

Degree in Accounting and Actuarial Sciences from PUCRS (completed in 1962); Teaching in English by PUCRS (completed in 1962) and Business Administration at UFRGS (completed in 1971), with Postgraduate Diploma in Auditing by UFRGS, 1965, also held the following extra-curricular courses: Proficiency in German, at the Goethe Institut - Germany, 1956; Proficiency in English, Michigan State University - USA, 1957; Financial Management at General Electric S/A-RJ, from 1963 to 1964; Audit Course of the Central Bank of Brazil at the Brazilian Institute of Capital Markets - IBMEC, 1974. Member of the Board of Directors, the Audit Committee and the Fiscal Council of several publicly traded and closed companies in the last 30 years. Currently Member of the Board of Directors and Coordinator of the Audit Committee of Banco do Estado do Rio Grande do Sul S.A. since 2015 and of Forjas Taurus S.A. since 2015. Member of the Audit and Risks Committee of Tupy S.A. since 2009, of Paquetá Calçados since 2016 and Coordinator of the Audit and Risks Committee of Dimed S.A. Distribuidora de Medicamentos since 2016. Chairman of the Fiscal Council of Instituto de Desenvolvimento Gerencial S.A. (Falconi Consultores de Resultado) since 2011 and of Saraiva S.A. Livreiros Editores, since 2016 and speaker of IBGC in open and closed courses since 2004. Chairman of Colégio de Vogais of FACPC - Support Foundation to the Accounting Pronouncements Committee and member of the Nominating Committee of the Board of Directors of IBGC - Brazilian Institute of Corporate Governance. Former member of the Fiscal Council of Plascar Participações Industriais S.A., of Dimed S.A. Distribuidora de Medicamentos, of Sonae Sierra Brasil S.A., of Companhia Providência Indústria e Comércio S.A., of Banco Indusval S.A. and of Minerva S.A. He was President of the Federal Accounting Council, a member of the Board of Directors of IBGC, Chairman of the fiscal Council of Banco Meridional do Brasil S.A., a professor at UFRGS - Universidade Federal do Rio Grande do Sul and co-author of the Orientation Guide to Best Practices for the Fiscal Council - 2005 and for the Audit Committee Audit - 2009, issued by IBGC.

Executive Officers

Banrisul’s executive officers are its legal representatives, in charge, principally, of its day-to-day operations and implementation of the general policies and guidelines established by the board of directors.

Pursuant to Brazilian Corporation Law, each member of the board of executive officers must be a Brazilian resident but need not necessarily a shareholder. In addition, up to a maximum of one-third of the positions on the board of directors may be filled by members of the board of executive officers.

The executive officers are elected by Banrisul’s board of directors with terms of three years and members may be dismissed at any time. The makeup of the board of executive officers is limited by the following requirements: (i) executive officers must be previously approved by the Legislative Assembly of the state of Rio Grande do Sul; (ii) the chief executive officer and the vice-president of the board of executive officers must also be members of the board of directors; (iii) one executive officer must be a Banrisul employee with more than 10 years of experience within the Bank; and (iv) the positions of vice-chairman and member of the board of directors may be incorporated with duties on the board of executive officers.

In the event of vacancy on the board of executive officers, the board of directors will choose the substitute to fill the remainder of the term.

Mr. Gonzaga has been Banrisul’s CEO since April 2015. He is also president of Banrisul Cartões and member of Banrisul‘s Board of Directors, Rio Grande Seguros’ Board of Directors and Deliberative Council of Sebrae/RS. He is Vice-President of Rio Grande do Sul Banks Association. Former Asset Management Officer and Chief Financial Officer at Banrisul; and Director at the Company União de Seguros Gerais. In Banrisul since 1979, he was the head of the following departments: Real Estate, Risk Management, Finance, Commercial (Retail) and Organization and Methods; as well as Regional Superintendent. In charge of the Committees of Technology and Business, Funding and Resource Allocation and Economic Management, and member of the Commercial Credit Management and Corporate Risk Committees. With a degree in Economics, post-graduate degree in Business Administration and Finance, and specialized in Accounting, Banking Management and Marketing.

Degree in Economics from the Federal University of Rio Grande do Sul in 1981, has also held the following positions: Director advisor to the Formac Administradora, 1982 to 1983; An independent consultant in the financial economics area serving FININVEST CFI and Bozano Simonsen DTVM, 1983 to 1994; Analyst of the Department of Supervision of the Central Bank of Brazil (BACEN), 1994 to 1995; Supervisory Inspector in the Central Bank of Brazil, 1995 to 1998; Surveillance Supervisor in the Central Bank of Brazil, September/1998 to April/2009; Vice President of Finance of Grêmio Foot-Ball Porto Alegrense, 2009 to 2010; Banking Supervision Technical Manager for the Southern Region of Brazil in the Central Bank of Brazil, may/2009 to May/2013; Deputy Head of the Banking Supervision Department (SP), June/2013 to 2015..

Degree in Law from the University of Passo Fundo (UPF), 1993; postgraduate degree in Economics and Business Law from the Graduate School of Economics at the Getulio Vargas Foundation, 2000, also, she has held the following positions: Career employee of Banrisul‘s since 1989; Executive Manager in the Core Contractual in Legal Assessment, April/2003 to march/2010; Executive Superintendent at the Corporate Governance Secretary, April/2010 to June/2011; Legal Superintendent, June/2010 to April/2011; Effective member of the Governance Committee on Financial Institutions of the Brazilian Institute of Corporate Governance, 2009 to the present.

Degree in economics from the Federal University of Rio Grande do Sul; Degree in Electrical Engineering from PUCRS and Master in Economics - PUCRS Regional Development, also held the positions of: Economic Analyst in Iochpe Investment Bank; Economist in the area of Public Finance of Economics and Statistics Foundation; Presidency Advisor for Economic Affairs in Corsan; International Cooperation Coordinator in the Special International Affairs Secretary for the RS, Auditor of Public Finance and Fiscal Agent of the Treasury of the State at the Finance Secretary of the RS; Technical Planning in the Department of Coordination and State Planning. Gazetted officer for Technical positions in Department of Planning Coordination and Planning and Fiscal Agent of the State Treasury.

Degree in Economics from the Faculty of Economics of the Federal University of Rio Grande do Sul in 1979 also held the following positions: Head of Department of State Development Bank of Rio Grande do Sul (BADESUL) 1987 to 1992; Technical Advisor in the Department of Planning Banrisul, after incorporation of BADESUL, 1992 to 1995: Advisor of the State Government of Rio Grande do Sul, September/1995 to march/1996; Director of Infrastructure Projects in the General Secretary of the State Government, 1996 to 1997; Technical Director in the Department of Development and International Affairs of the State of Rio Grande do Sul, 1997 to 1998; Parliamentary adviser to the Legislative Assembly of the State of Rio Grande do Sul, 1999 to 2002; Chief Finance and Investor Relations Officer at Banrisul, 2003 to 2010; Regional Director of Banco BTG Pactual SA, April/2010 to December/2011.

Degree in Systems Analysis at PUCRS and a graduate degree in Software Engineering from the State University of Rio Grande do Sul, also, he has held the following positions: Executive Manager of IT Security Unit at Banrisul, 2007 to 2015; Member of the Advisory Council of the Brazilian Chamber of Electronic Commerce (Chamber e-Net); Leader of the "Financial Payments Council" of the Smart Card Alliance Latin America - SCALA; Security Director SUCESU-RS; Member of the Security and Fraud Committee of the Brazilian Association of Cards and Services Companies - ABECS; Member of the IT Security Committee, Member of Banking Automation and Technology Committee (CNAB) and the CIAB Organizing Group - International Conference of Banking Automation in FEBRABAN, Brazilian Federation of Banks.

Degree in Economics from the PUCRS, 1980; postgraduate degree in Economic Engineering and Banking Management from FEE, 1986; postgraduate degree in Banking Management at the Brazilian Association of Commercial State Banks (ASBACE), 1986; and a graduate degree in Strategic Management by the Security Affairs Development Institute - IDEAS, 2006; also, he has held the following positions: Banrisul‘s Career employee since 1976, Technical Advisor/Economist in the Office of Planning and Control (ASPLAN) 1982 to 1993; Manager of Planning and Control Advisor (ASPLAN), 1993 to 1996; Superintendent in the Banrisul Department of Planning and Marketing, 1996 to 1997; Superintendent in the Human Resources Unit, 1997; Superintendent in the Financial Unit, 1998; Chief Financial and Administrative Officer at Assistance Fund for Banrisul staff (Cabergs), 1999 to 2003; Chief Financial Officer at Banrisul Social Security Foundation, 1999 to 2011.

Degree in Economics from the University of Ijuí (UNIJUÍ) and MBA graduate degree in Banking Management from UFRGS, also, he has held the following positions: Banrisul‘s Career employee since January/1979, General Manager at Banrisul‘s branch network, 1988, 2000 to 2003 and 2011 to 2014; Regional Superintendent of Banrisul, 1988 to 1999 and 2003 to 2011.